Exhibit 99.1

 

 [PWC Logo]

 

 

Report of Independent Accountants on Applying

Agreed-Upon Procedures

 

 

 

 

Infinity Commercial Lending, LLC

3280 Peachtree Rd., Suite 2700

Atlanta, GA 30305

 

We (“us” or “PwC”) have performed the procedures enumerated below, which were agreed to by Infinity Commercial Lending, LLC (the “Company,” as the engaging party) and Brean Capital, LLC, who are collectively referred to herein as the “Specified Parties”, solely to assist you in performing certain procedures related to the accuracy of certain attributes and calculations within the Final Data File (defined below) with respect to the INFN 2025-1 securitization (the “Transaction”). The Company (the “Responsible Party”) is responsible for the accuracy of the information contained in the Final Data File.

 

In an agreed-upon procedures engagement, we perform specific procedures that the Specified Parties have agreed to and acknowledged to be appropriate for the intended purpose of the engagement and we report on findings based on the procedures performed. The procedures performed may not address all the items of interest to a user of this report and may not meet the needs of all users of this report and, as such, users are responsible for determining whether the procedures performed are appropriate for their purposes. The Specified Parties have agreed to and acknowledged that the procedures performed are appropriate for their purposes. This report may not be suitable for any other purpose.

 

Procedures and Findings

 

In connection with the Transaction, the Specified Parties have requested that the procedures be performed on 1 mortgage loan (the “Mortgage Loan Asset”) secured by 1 mortgaged property (the “Mortgaged Property”) which represents the entire population of the Mortgage Loan Asset and Mortgaged Property (collectively the “Collateral”) within the Transaction.

  

This agreed-upon procedures engagement was not conducted for the purpose of satisfying any criteria for due diligence published by a nationally recognized statistical rating organization.

 

In addition, PwC should not be regarded as having in any way warranted or given any assurance as to the following items:

 

·The completeness, accuracy, appropriateness, quality or integrity of any of the information provided by the Responsible Party, or any other party for purposes of PwC performing the procedures agreed to by the Specified Parties. The procedures performed would not necessarily reveal any material misstatement of the amounts, balances, ratios, percentages or other relationships of the information included in the data provided to us;
 
 

 

·The conformity of the origination of the assets to stated underwriting or credit extension guidelines, standards, criteria or other requirements;

 

·The value of collateral securing such assets; and

 

·The compliance of the originator of the assets with federal, state, and local laws and regulations.

 

We have not performed any procedures with respect to the fair value of the securities being offered in the Transaction and PwC expresses no opinion on the current fair value of these securities. PwC should not be regarded as having performed any procedures other than those detailed in this report.

 

With respect to any terms or requirements of the Transaction documents that do not appear in this report, we performed no procedures and, accordingly, the procedures we performed would not ensure that any requirements are satisfied. Further, we have performed only the following agreed-upon procedures and therefore make no representations regarding the adequacy of disclosures or whether any material facts have been omitted from the Transaction documents.

 

It should be understood that we make no representations as to:

 

·The interpretation of Transaction documents (including, but not limited to, indenture agreements or offering documents) included in connection with our procedures;
·Your compliance with Rule 15Ga-2 of the Securities Exchange Act of 1934; and
·The reasonableness of any of the assumptions provided by the Company.

 

These procedures should not be taken to supplant any additional inquiries or procedures that the Specified Parties would undertake in consideration of the Transaction.

 

For the purpose of this report:

 

·The phrase “Cut-off Date” refers to the date of September 1, 2025.

 

·The phrase “Final Data File” refers to the following Microsoft Excel (“Excel”) file provided by the Company, which includes certain attributes related to the Collateral. The Final Data File was provided on September 8, 2025 with certain Collateral attribute calculations adjusted for the Cut-off Date:

 

oINFN-2025-1 Accounting Tape Final.xlsx (provided on September 8, 2025).
·The phrase “Specified Attributes” refers to the fields in the Final Data File.

 

·The phrase “Source Document” refers to the documents (including any applicable amendments, assumptions or exhibits thereof) provided by the Company, related to the information contained in the Final Data File.

 

·The phrase “Loan File” refers to any Source Document or collection of Source Documents provided by the Company, and used by us, in performing the procedures enumerated below.

 

·The term “compared” refers to the comparison of one or more Specified Attributes to Source Documents, as indicated within Exhibit A.

 

 
 
·The term “recalculated” refers to a re-computation of one or more Specified Attributes using the Company provided methodology, as indicated within Exhibit B.

 

·The phrase “in agreement” refers to the comparison or recalculation of one or more Specified Attributes which resulted in a match, or a difference that was within the Company provided tolerance level (if any), as indicated within Exhibit A.

 

Source Documents included in the Loan File:

·The phrase “Appraisal Report” refers to a draft or signed appraisal document or exhibit.
·The phrase “Closing Statement” refers to the signed borrower and lender mortgage loan closing statements indicating the sources and uses of dispersed funds.
·The phrase “Engineering Report” refers to a draft or final property condition assessment document or exhibit.
·The phrase “Environmental Report” refers to a draft or final phase I and phase II (if applicable) environmental document or exhibit.
·The phrase “Fee Schedule” refers to the documentation for the administrative fee rate related to the Transaction.
·The phrase “Guaranty Agreement” refers to a signed or draft guaranty agreement.
·The phrase “Loan Agreement” refers to a signed or draft loan agreement and any amendments or exhibits thereof.
·The phrase “Title Policy” refers to a signed or proforma title policy or commitment.
·The phrase “Underwriting File” refers to the historical and pro-forma cash flow statements prepared by the Company’s underwriting team.

 

The procedures performed and results thereof are described in Exhibit A.

 

This agreed-upon procedures engagement was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants. We were not engaged to, and did not conduct an audit or an examination engagement, the objective of which would be the expression of an opinion, or a review engagement, the objective of which would be the expression of a conclusion, on the Final Data File. Accordingly, we do not express such an opinion or conclusion. Had we performed additional procedures, other matters might have come to our attention that would have been reported to you.

 

In performing this engagement, we are required to be independent of the Responsible Party and to meet our ethical responsibilities, in accordance with the relevant ethical requirements related to our agreed-upon procedures engagement.

 

This report is intended solely for the information and use of the Specified Parties (including for

 
 

purposes of substantiating the Specified Parties’ "due diligence defense" under the Securities Act of 1933), and is not intended to be and should not be used by anyone other than the Specified Parties.

 

If a party has obtained, or has access to, this report without having executed an agreement with PwC wherein such party accepts responsibility for the appropriateness of the procedures performed (such party is herein referred to as a "Non-Specified Party"), that Non-Specified Party cannot:

 

i)Rely upon this report, and any use of this report by that Non-Specified Party is its sole responsibility and at its sole and exclusive risk;

 

ii)Acquire any rights or claims against PwC, and PwC assumes no duties or obligations to such Non-Specified Party.

 

A Non-Specified Party may not disclose or distribute this report or any of the report’s contents to any other party (including but not limited to electronic distribution and/or posting to a website pursuant to Rule 17G-5 of the Securities Exchange Act of 1934).

 

The procedures enumerated above were performed as of the date of this report, and we disclaim any consideration of any events and circumstances occurring after the date of this report. Further, we have no obligation to update this report because of events occurring, or data or information coming to our attention, subsequent to the date of this report.

 

 

/s/ PricewaterhouseCoopers LLP

 

 

Melville, NY

September 8, 2025

 
 

 

Exhibits

 

 

Exhibit A – Loan File Review Procedures

 

Exhibit B – Recalculation Methodology

 

 

 

 

 
INFN 2025-1EXHIBIT A
Loan File Review Procedures 

Exhibit A - Loan File Review Procedures

 

# Specified Attribute Source Document (in order of priority) Tolerance
1 Loan ID Number None - Company Provided None
2 Footnotes (for Loan and Property Information) None - Company Provided None
3 Loan/Property Flag None - Company Provided None
4 Mortgage Loan Originator Loan Agreement None
5 Mortgage Loan Seller None - Company Provided None
6 No. of Properties None - Company Provided None
7 Property Name None - Company Provided None
8 % of Initial Pool Balance None - Company Provided None
9 % of Loan Balance None - Company Provided None
10 Related Group None - Company Provided None
11 Crossed Group None - Company Provided None
12 Address Engineering Report None
13 City Appraisal Report None
14 County Appraisal Report None
15 State Appraisal Report None
16 Zip Code Appraisal Report None
17 General Property Type Appraisal Report None
18 Detailed Property Type Appraisal Report None
19 Year Built Appraisal Report None
20 Year Renovated Appraisal Report None
21 Number of Units Underwriting File None
22 Unit of Measure Underwriting File None
23 Loan Purpose Closing Statement None
24 Loan Per Unit of Measure ($) Recalculation None
25 Original Balance ($) Loan Agreement None
26 Cut-off Date Balance ($) Loan Agreement None
27 Maturity Balance ($) Loan Agreement None
28 Interest Rate % Loan Agreement None
29 Administrative Fee Rate % Fee Schedule None
30 Net Mortgage Rate % Recalculation None
31 Interest Accrual Method Loan Agreement None
32 Amortization Type Loan Agreement None
33 Monthly Debt Service (P&I) ($) Not Applicable* None
34 Annual Debt Service (P&I) ($) Not Applicable* None
35 Monthly Debt Service (IO) ($) Recalculation None
36 Annual Debt Service (IO) ($) Recalculation None
 
INFN 2025-1EXHIBIT A
Loan File Review Procedures 

 

# Specified Attribute Source Document (in order of priority) Tolerance
37 Origination Date Loan Agreement None
38 Original Term To Maturity  (Mos.) Recalculation None
39 Remaining Term To Maturity  (Mos.) Recalculation None
40 Seasoning (Mos.) Recalculation None
41 Original Interest Only Period (Mos.) Recalculation None
42 Remaining  Interest Only Period (Mos.) Recalculation None
43 Original Amortization Term (Mos.) Not Applicable* None
44 Remaining  Amortization (Mos.) Not Applicable* None
45 Payment Due Date Loan Agreement None
46 First Payment Date Loan Agreement None
47 First P&I Payment Date Loan Agreement None
48 Final Maturity Date Loan Agreement None
49 Cut-off Date LTV Ratio (%) Recalculation None
50 LTV Ratio at Maturity (%) Recalculation None
51 Grace Period - Late Fee (Days) Loan Agreement None
52 Grace Period - Default (Days) Loan Agreement None
53 Prepayment Provision Loan Agreement None
54 Underwritten Economic Occupancy (%) Underwriting File None
55 Underwritten EGI ($) Underwriting File $1.00
56 Underwritten Expenses ($) Underwriting File  $1.00
57 Underwritten Net Operating Income ($) Underwriting File $1.00
58 Underwritten Replacement Reserve ($) Underwriting File $1.00
59 Underwritten Replacement TILC ($) Underwriting File $1.00
60 Underwritten Net Cash Flow ($) Underwriting File $1.00
61 Underwritten NOI Debt Yield (%) Recalculation None
62 Underwritten NOI DSCR (x) Recalculation None
63 Underwritten NCF Debt Yield (%) Recalculation None
64 Underwritten NCF DSCR (x) Recalculation None
65 Most Recent EGI ($) Underwriting File $1.00
66 Most Recent Expenses ($) Underwriting File $1.00
67 Most Recent NOI ($) Underwriting File $1.00
68 Most Recent NOI Date Underwriting File None
69 Most Recent Description Underwriting File None
70 Second Most Recent EGI ($) Underwriting File $1.00
71 Second Most Recent Expenses ($) Underwriting File $1.00
72 Second Most Recent NOI ($) Underwriting File $1.00
 
INFN 2025-1EXHIBIT A
Loan File Review Procedures 

 

# Specified Attribute Source Document (in order of priority) Tolerance
73 Second Most Recent NOI Date Underwriting File None
74 Second Most Recent Description Underwriting File None
75 Third Most Recent EGI ($) Underwriting File $1.00
76 Third Most Recent Expenses ($) Underwriting File $1.00
77 Third Most Recent NOI ($) Underwriting File $1.00
78 Third Most Recent NOI Date Underwriting File None
79 Third Most Recent Description Underwriting File None
80 Whole Loan Cut-off Date Balance ($) Not Applicable* None
81 Whole Loan Monthly Debt Service ($) Not Applicable* None
82 Whole Loan Cut-off Date LTV Ratio (%) Not Applicable* None
83 Whole Loan Underwritten NCF DSCR (x) Not Applicable* None
84 Total Debt Cut-off Date Balance ($) Not Applicable* None
85 Total Debt Monthly Debt Service ($) Not Applicable* None
86 Total Debt Cut-off Date LTV Ratio (%) Not Applicable* None
87 Total Debt Underwritten NCF DSCR (x) Not Applicable* None
88 Total Debt Underwritten NCF Debt Yield (%) Not Applicable* None
89 Appraised Value ($) Appraisal Report None
90 Appraised Value Type Appraisal Report None
91 Appraisal Date Appraisal Report None
92 Environmental Phase I Report Date Environmental Report None
93 Environmental Phase II Report Date Environmental Report None
94 Engineering Report Date Engineering Report None
95 Seismic Report Date Engineering Report None
96 PML or SEL (%) Engineering Report None
97 Leased Occupancy (%) Underwriting File None
98 Occupancy Date Underwriting File None
99 Single Tenant (Y/N) Underwriting File None
100 Largest Tenant Underwriting File None
101 Largest Tenant SF Underwriting File None
102 Largest Tenant % of NRA Underwriting File None
103 Largest Tenant Lease Expiration Date Underwriting File None
104 Second Largest Tenant Underwriting File None
105 Second Largest Tenant SF Underwriting File None
106 Second Largest Tenant % of NRA Underwriting File None
107 Second Largest Tenant Lease Expiration Date Underwriting File None
 
INFN 2025-1EXHIBIT A
Loan File Review Procedures 

 

# Specified Attribute Source Document (in order of priority) Tolerance
108 Third Largest Tenant Underwriting File None
109 Third Largest Tenant SF Underwriting File None
110 Third Largest Tenant % of NRA Underwriting File None
111 Third Largest Tenant Lease Expiration Date Underwriting File None
112 Fourth Largest Tenant Underwriting File None
113 Fourth Largest Tenant SF Underwriting File None
114 Fourth Largest Tenant % of NRA Underwriting File None
115 Fourth Largest Tenant Lease Expiration Date Underwriting File None
116 Fifth Largest Tenant Underwriting File None
117 Fifth Largest Tenant SF Underwriting File None
118 Fifth Largest Tenant % of NRA Underwriting File None
119 Fifth Largest Tenant Lease Expiration Date Underwriting File None
120 Flood Zone Engineering Report None
121 Ownership Interest Title Policy None
122 Tenants in Common (Y/N) Loan Agreement None
123 Delaware Statutory Trust (Y/N) Loan Agreement None
124 Ground Lease Expiration Date Not Applicable* None
125 Ground Lease Extension Terms Not Applicable* None
126 Annual Ground Lease Payment as of the Cut-off Date ($) Not Applicable* None
127 Annual Ground Rent Increases (Y/N) Not Applicable* None
128 Upfront RE Tax Reserve ($) Loan Agreement None
129 Monthly RE Tax Reserve ($) Loan Agreement None
130 Upfront Insurance Reserve ($) Loan Agreement None
131 Monthly Insurance Reserve ($) Loan Agreement None
132 Upfront Replacement Reserve ($) Loan Agreement None
133 Monthly Replacement Reserve ($) Loan Agreement None
134 Replacement Reserve Cap ($) Loan Agreement None
135 Upfront TI/LC Reserve ($) Loan Agreement None
136 Monthly TI/LC Reserve ($) Loan Agreement None
137 TI/LC Cap ($) Loan Agreement None
138 Upfront Debt Service Reserve ($) Loan Agreement None
139 Monthly Debt Service Reserve ($) Loan Agreement None
140 Debt Service Reserve Cap ($) Loan Agreement None
141 Upfront Deferred Maintenance Reserve ($) Loan Agreement None
 
INFN 2025-1EXHIBIT A
Loan File Review Procedures 

 

# Specified Attribute Source Document (in order of priority) Tolerance
142 Upfront Other Reserve ($) Loan Agreement None
143 Monthly Other Reserve ($) Loan Agreement None
144 Other Reserve Description Loan Agreement None
145 Other Reserve Cap ($) Loan Agreement None
146 Holdback/ Earnout Amount ($) Loan Agreement None
147 Holdback/ Earnout Description Loan Agreement None
148 Lockbox Type Loan Agreement None
149 Cash Management Loan Agreement None
150 Excess Cash Trap Triggered by Debt Yield Test (Y/N) Loan Agreement None
151 Tenant Specific Excess Cash Trap Trigger (Y/N) Loan Agreement None
152 Future Additional Debt Permitted (Y/N) Loan Agreement None
153 Future Additional Debt Type Loan Agreement None
154 Sponsor Loan Agreement None
155 Non-Recourse Carveout Guarantor Guaranty Agreement None
156 Sources: Loan Amount ($) Recalculation None
157 Sources: Principal New Cash Contribution ($) Closing Statement None
158 Sources: Subordinate Debt ($) Closing Statement None
159 Sources: Other Sources ($) Closing Statement None
160 Sources: Total Sources ($) Closing Statement None
161 Uses: Loan Payoff ($) Closing Statement None
162 Uses: Purchase Price ($) Closing Statement None
163 Uses: Closing Costs ($) Closing Statement None
164 Uses: Reserves ($) Closing Statement None
165 Uses: Principal Equity Distribution ($) Closing Statement None
166 Uses: Other Uses ($) Closing Statement None
167 Uses: Total Uses ($) Closing Statement None

 

* The fields for the noted Specified Attributes were either not populated in the Final Data File or populated with the term “NAP”. As such, we were instructed by the Company to not perform any procedures on these Specified Attributes

 
 

 

Exhibit B - Recalculation Methodology

 

# Specified Attribute Recalculation Methodology
24 Loan Per Unit of Measure ($) Quotient of (i) Cut-off Date Balance ($) and (ii) Number of Units.
30 Net Mortgage Rate % Difference between (i) Interest Rate % and (ii) Administrative Fee Rate %.
35 Monthly Debt Service (IO) ($) Quotient of (i) Annual Debt Service (IO) ($) and (ii) 12.
36 Annual Debt Service (IO) ($) Product of (i) Cut-off Date Balance ($), (ii) Interest Rate % and (iii) the Interest Accrual Method (365/360).
38 Original Term To Maturity  (Mos.) Count of the number of monthly payment dates, from and inclusive of (i) First Payment Date, to and including (ii) Final Maturity Date .
39 Remaining Term To Maturity  (Mos.) Difference between (i) Original Term To Maturity  (Mos.) and (ii) Seasoning (Mos.).
40 Seasoning (Mos.) Count of the number of monthly payment dates, from and inclusive of (i) First Payment Date, to and including (ii) Cut-off Date.
41 Original Interest Only Period (Mos.) Set equal to Original Term To Maturity  (Mos.).
42 Remaining  Interest Only Period (Mos.) Set equal to Remaining Term To Maturity  (Mos.).
49 Cut-off Date LTV Ratio (%) Quotient of (i) Cut-off Date Balance ($) and (ii) Appraised Value ($).
50 LTV Ratio at Maturity (%) Quotient of (i) Maturity Balance ($) and (ii) Appraised Value ($).
61 Underwritten NOI Debt Yield (%) Quotient of (i) Underwritten Net Operating Income ($) and (ii) Cut-off Date Balance ($).
62 Underwritten NOI DSCR (x) Quotient of (i) Underwritten Net Operating Income ($) and (ii) Annual Debt Service (IO) ($).
63 Underwritten NCF Debt Yield (%) Quotient of (i) Underwritten Net Cash Flow ($) and (ii) Cut-off Date Balance ($).
64 Underwritten NCF DSCR (x) Quotient of (i) Underwritten Net Cash Flow ($) and (ii) Annual Debt Service (IO) ($).
156 Sources: Loan Amount ($) Set equal to Cut-off Date Balance ($).